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The name of the company is its most important means of identification and in fact the main indicator used by business partners or other persons to identify a particular company.
The name of a company about to be incorporated can be chosen quite freely, but nevertheless certain rules stipulated by the particular country of incorporation must be taken into account. Such rules are broadly similar in most countries, only their details are different. A short description of those rules follows:
Rule 1. The name of the company should not be the same as, or similar to the name of a company that has already been registered in the Register of Enterprises of the respective country.
Various countries interpret this rule differently. For example, the USA treats the issue of similar names quite liberally - in particular, if the Register of a specific State already contains the company named Alpha Ltd., then an application to register the names Alpha 1 Ltd., Alpha 2 Ltd. etc., will be successful.
However, in Great Britain such names would be considered too close to the existing name and may not be accepted for registration. For example, if the Register of Companies of England and Wales already contains the company ''Rando Ltd.", the names ''R and O Ltd.", and "R & O Ltd." will not be accepted.
It should be noted that the corporate abbreviation (i.e. - Inc., Corp., Ltd.), as well as the words Incorporated, Limited etc., are not interpreted by the Register as being a difference in the company names. In particular, even in the USA, it will not be possible to register the company ''Alpha Limited'', if the company ''Alpha LLC'' has already been registered in the same State.
On the other hand, if the company name is not available in one specific State of the USA, there are no limitations as regards registering this name in another State, where it is not yet registered. In the USA, the range of available options is vast - registration in 50 States, as well as in the District of Columbia.
Rule 2. The name of the company should not imply that the company is linked with governmental bodies or indicate some field of activity demanding special licensing, or be misleading in any other way.
In particular, almost every country will not permit the use in the name of a registered company such words as Bank, Insurance, Assurance, Trust, University, Academy, etc. in the absence of the appropriate licences.
In Great Britain, there are many more restrictions on using particular words in the name of a company - special permission is required in order to register names containing such words as "British", "English", "European", "National", "Fund", "Sheffield", etc. Even such commonly accepted words as "Holding", "International" and "Group" require special permission.
On the other hand, use of the above words in company names in the USA, unlike in Great Britain, is permissible without restriction.
At this point further comment is needed as regards the meaning of the phrase "be misleading in some other way." In particular, the owner should be prepared for the following situation - on submitting an application for incorporation in the USA of a company which name is in other (i.e., not English) language, the Secretary of the relevant State has the right to demand an English translation of this name for inclusion in the articles of incorporation, to ensure that this foreign combination of words is not the name of some public or governmental organisation.
Rule 3. If a company with limited liability is being incorporated, its name should end with the appropriate word or abbreviation indicating its limited liability, i.e. - Limited, Corporation, Ltd., Corp., LLC etc.; in some countries abbreviations such as GmbH, AG, SA etc. may be used. This rule helps potential creditors concluding commercial transactions with that company to be aware of the fact that in the event of the company's insolvency, they will not be able to lay claim on its members' property, but only on the assets of the company itself.
Rule 4. The name of the company should not conflict with brand names registered in that country.
This requirement may lead one to believe that incorporating a company under the name "Ford", "Xerox", "Coca Cola" is prohibited - which is true. However, we should like to add that a trademark protects not only those words, but also a great number of other words throughout the world. If you attempt to incorporate a company with the name WARNER or VIRGIN, even if those names are accepted for registration by a particular country, we can guarantee that in two or three weeks following registration, the legal department of those companies will post letters to the registered office of the said company, suggesting a change of name of the latter company on a voluntary basis.
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